Form 4: FICO CEO Lansing Earns Performance Share Units

Fair Isaac Corp. President and CEO William J. Lansing earned 6,729 performance share units based on achieved performance metrics, vesting in three annual installments.

Summary

• William J. Lansing, President and CEO, and a Director of Fair Isaac Corp. (FICO), was awarded 6,729 Performance Share Units (PSUs).
• The PSUs were earned on November 13, 2025, following a determination by the Leadership Development and Compensation Committee of the Board of Directors that certain performance metrics were achieved.
• Each earned PSU represents a right to receive one share of Fair Isaac common stock, contingent upon continued employment.
• The PSUs will vest in three equal annual installments, commencing on December 9, 2025.
• One share of common stock will be delivered to Mr. Lansing for each vested unit as soon as practicable after the vesting date.

Sentiment

Score: 7

Explanation: The award of performance share units indicates the achievement of certain performance metrics by the reporting person, which is a positive reflection on management's execution and aligns executive incentives with company performance.

Positives

• The award of 6,729 performance share units indicates that William J. Lansing, President and CEO, achieved specific performance metrics set by the company's Leadership Development and Compensation Committee.
• This award aligns executive compensation with company performance, incentivizing continued strong results.

Risks

• The vesting of the performance share units is contingent upon William J. Lansing's continued employment with Fair Isaac Corp., meaning unvested units could be forfeited if employment ceases.

Future Outlook

The performance share units will vest in three equal annual installments starting December 9, 2025, with shares delivered upon vesting, contingent on continued employment.

Management Comments

• The Leadership Development and Compensation Committee of the Board of Directors of Fair Isaac Corporation determined that the reporting person earned the number of performance share units reported based on achievement of certain performance metrics.

Industry Context

The award of performance share units is a common practice in executive compensation across various industries, designed to align executive incentives with long-term company performance and shareholder value creation. This type of equity award is prevalent in technology and data analytics sectors, where talent retention and performance-based incentives are crucial.

Comparison to Industry Standards

• Performance Share Units (PSUs) are a standard component of executive compensation packages, comparable to those offered by peers in the software and data analytics industry such as Oracle, SAP, or Salesforce, which often tie a significant portion of executive pay to company performance metrics and stock appreciation.
• The vesting schedule of three equal annual installments is a common structure, balancing immediate reward with long-term retention goals, similar to practices observed in companies like Adobe or Microsoft for their senior leadership.

Corporate Governance

Stakeholder Impact

• Shareholders: The award of performance share units, tied to performance metrics, suggests management is meeting company goals, which could positively impact shareholder value over time.
• Employees: The compensation structure for the CEO, based on performance, sets a precedent for performance-driven culture within the company.

Next Steps

• The performance share units will begin vesting in three equal annual installments commencing on December 9, 2025.
• Shares of Fair Isaac common stock will be delivered to William J. Lansing for each vested unit as soon as practicable after each vesting date.

Key Dates

Recommendation

This Form 4 filing reports a routine executive compensation event (earning of performance share units) based on achieved performance metrics. While positive for the executive and indicative of past performance, it does not introduce new fundamental information or significant strategic shifts that would warrant a change in investment recommendation based solely on this disclosure.

Keywords

Fair Isaac Corp, FICO, William Lansing, Performance Share Units, PSU, Executive Compensation, Insider Transaction, Form 4, Stock Award